Changing Room Adventures
by PandaDerpz
Summary: My oc Noell and Gray have some mischievous fun in a dressing room. I'm no professional lemon writer but I gave it my all.


_Here's one of the lemons I've been promising. Keep in mind that I have absolutely no idea what I'm doing and this is probably going to be really bad..._

_Enjoy!..please?_

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><p><strong>Prompt: Imagine person A(Noell)being persuaded to wear sexy lingerie by person B(Gray)<strong>

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><p>It was a rare day were Noell wasn't pressured into going on a job with her friends. It wasn't that she didn't enjoy them but she appreciated a little time for herself now and then. Since they were taking a break from jobs Noell was going to spend her day getting some things she needed, like clothes.<p>

She asked Gray to come along with her seeing as they didn't get to spend much time alone anymore. The ice wizard had reluctantly agreed to come along much to the dragon slayers delight. Noell aimlessly browsed through the clothing racks with nothing particular in mind.

"I finally have some free time and money and I can't find anything I like! Go figure." The snowette pouted childishly.

"What about this?" She heard the ice wizard asked with a mischievous smile. Noell twirled around and gasped in horror and embarrassment. Limply hanging from his finger was a corset fashioned nightgown; The top half was a black see through lace and the bottom half was a silky off white with a black lacy bottom.

"Are you crazy?!" She yelled above normal volume. Her face was seven different shades of red. What was wrong with him? She could never pull of something like that "Be serious Gray." Noell frowned.

"I am." He said in a dead serious voice.

"N-no way! There is no way I am wearing that thing! Besides..I don't have the figure for it. So drop it okay? I really need to- ack! What the hell are you doing?!" Noell yelled as Gray dragged her towards the changing rooms.

"I think you need to try it on." Gray purred. Noell's face paled and she flailed in his arms. It was too late; He had already dragged her in the changing room and locked the door. "Here." He grinned, tossing her the lingerie.

If he thought she was actually going to put it on he had another thing coming. "No way!" She crossed her arms and huffed. "And why the hell would I change in front of you? I think all the jobs lately have fried your brain."

"If you don't I will."

"What? You'll wear it?" She smirked

"No." He smiled darkly "I'll put it on you."

Realization clicked in the snowette's head and horrified look over came her face. He couldn't be serious could he? No! He was only bluffing. He wouldn't actually go that far. Even so, the look in his eyes told her otherwise, he was being serious.

"You stay back Gray Fullbuster!" She warned him. Noell took a step back and Gray took a step forward. "I'm warning you Gray!" She challenged a couple of steps back only to find herself walled. "Damn it." She hissed.

"No where to run now." He purred. He was now stood in front of her - their lips just inches apart. If she leaned in just a little...no! There was no way she was going to give in. Not this time at least. Noell made a "Hmph" noise and turned her head away from him.

"Tsk, why do you have to be so stubborn?" He murmured.

Noell smirked thinking she had won until she felt a pair of lips on her neck. The ice slayers body stiffened and her heart thumped against her chest. Gray roughly grabbed her by the hips and pulled her closer to him. He purred against her skin and caressed her neck with her tongue. Noell moaned and craned her neck for him.

"Gray.." She whimpered softly. The ice wizard smirked against her skin and gently bit down eliciting a low, drawn out hiss from Noell. Gray fingers slipped beneath her charcoal sweater and drew slow circles on her hips. Noell groaned as the wizards lips left her neck but soon found herself gasping as they were forced against her own in a messy kiss.

Noell's fingers tangled in his hair as the kiss deepened. Noell moaned as his tongue slithered into her mouth, their tongues meeting in a sensual dance. Gray briefly broke their kiss, panting and breathless. Without hesitation he pulled the sweater from her body and focused his sight on her lacy white bra. Her cheeks flushed but she didn't try to cover herself knowing it would be useless at this point. His hands slipped behind her back and fiddled with the clasp of the bra; Unhooked, he tossed it aside and latched onto one of the rosy buds.

"A-ah!" Noell cried out hoping no one had heard her. This wasn't a situation she wanted to get caught in. She would never be able to show her face at Fairy Tail again if that happened. Gray on the other hand didn't seem to care if anyone heard them or not. Gently he squeezed the neglected breast while sucking and licking the other. Noell threw her head back against the wall and moaned lowly; This boy was going to be the death of her one day.

Gray smirked and seductively looked up at the writhing dragon slayer. Her cheeks were flushed pink and her hair was a an absolute mess and her ice colored eyes silently pleaded with him. Gray smirked and slipped his free hand down the front of her jeans, stopping and slowly undoing the top button. As slow as he could he pulled the zipper down and fiddled with the rim of her lacy white panties. Gray stopped and looked at the dragon slayer teasingly. Her eyes were slowly changing from their normal icy blue to black.

Her feral side was coming out.

He loved seeing her like this; He loved seeing her unable to control herself, and he loved the fact it was only he who could do this to her. Gray lovingly pressed his lips against her and slipped his hand into her undies. An animalistic growl bubbled in her throat as his hand hovered above her sex. Gray smirks into the kiss and roughly pushes a finger into her. Noell moans, wrapping her arms around his neck as he adds another digit into her and so on.

Suddenly Gray stop and turns around. Noell -disappointed at the loss of contact- pouts and leans back against the wall. "Why did you stop?" She growls.

The ice-make mage grins as he flashes the lingerie. "Can't forget about this can we?" He smirks. He chuckles as she rolls her eyes and struts towards her with the garment in tow. "I want you to model it for me." He huskily says and hands her the dress. Noell rolls her eyes but doesn't object - she would do anything at this point to get the ball rolling again.

Never breaking eye contact she slips her jeans off of her hips and shimmies out of her panties. She winks at Gray who mentally devours her with his eyes. She would never admit it but it made her heart flutter the way he looked at her and only her. She seen the way the girls of Fairy Tail(Mainly Juvia) looked at him and she couldn't blame them, he was gorgeous and could have any girl he wanted, and he chose her.

"This is so stupid.." She mumbled as she slipped the dress on over her head. "Well?" She blushed and twirled. The top of the dress fit her tightly while the bottom was looser and more flowy. "Kinda short.." She mumbled trying to pull the dress down over her pert ass. "Gray?" She blushed as he stalked towards her with a feral look in his eyes and tent in his pants.

"I need you _now_." He purred and backer her up against the wall. Noell yipped as he picked her up and wrapped her legs around his waist. She heard the sound of a zipper and the dropping of pants. Their lips latched onto one another as he thrusted himself against her. Noell moaned into the kiss and dug her nails into his neck.

There was no pain, only pleasure. It wasn't their first time doing this(That one will be up eventually) but it never got old. Gray's hands dug into her hips as he pounded into her. Noell howled in pleasure no longer caring if anyone heard them or not. She moaned and matched his rhythm, clinging to him, and never wanting this moment to end - but that wasn't possible. Gray's grip on her tightened and his thrusts became more erratic and soon their rhythm was lost.

One last thrust sent them both over edge as the came together. Noell buried her face in his neck and screamed as his seed warmed her core(Jfc I need to stop). A content sight fell from her lips as he pulled out of her, his seed dribbling down her leg. "That wasn't so bad was it?" He grinned breathing heavily.

"Shut up." She blushed and the two began to collect their clothes. As Noell was slipping on her sweater and Gray his pants, the door to the changing room suddenly swung open to an annoyed looking worker.

"You realize you're going to have to pay for that?" She said pointing at the lingerie.

"Already planned on it." The two said in unison with smirks on their faces.

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><p><em>Oh my God! I'm so ashamed! Be easy on me guys! I know it's the not the best but I tried! Lol. I am one of the biggest perverts I know so why is that I have trouble writing a lemon?! <em>

_I've corrupted Noell...not that she minds. Anyways, I seen this Otp Prompt on Tumblr and I had to do it lol. Yes, NoellxGray is my otp. I don't' even care! Those two are just cute together._

_While I'm here I want to let you guys know that updating is going to be a bit slower this week. I'm getting sick again(Joy) and haven't felt the greatest so as always, forgive me._

_So let me know what you guys thought! I also apologize that it's so short.  
><em>

_This is awkward. I'm going to go now. Bye._


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